UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of March 2016
Commission File Number: 001-50984
eLong,
Inc.
(Exact Name of Registrant as Specified in its Charter)
Block B, Xingke Plaza Building
10 Middle Jiuxianqiao Road
Chaoyang District
Beijing 10015, People’s Republic of China
(Address of principal executive office)
Indicate by check mark whether the registrant files or will
file annual reports under cover of Form 20-F or Form 40-F.
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(1):________________
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(7):________________
Press Releases
On March 16, 2016, the registrant announced
its unaudited financial results for the fourth quarter and full year ended December 31, 2015. A copy of the press release issued
by the registrant regarding the foregoing is filed herewith as Exhibit 99.1 and is incorporated herein by reference.
Exhibits.
99.1 |
Press release regarding unaudited financial results for the fourth quarter and full year ended December 31, 2015 |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
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ELONG, INC. |
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By |
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/s/ Philip Yang |
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Name |
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Philip Yang |
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Title |
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Chief Financial Officer |
Date: March 17, 2016
Exhibit 99.1
eLong Reports Fourth Quarter and
Full Year 2015 Unaudited Financial Results
BEIJING,
March 16, 2016 /PRNewswire/ — eLong, Inc. (Nasdaq: LONG) (the “Company”
or “eLong”), a leading mobile and online travel service provider in China, today reported unaudited financial results
for the fourth quarter and full year ended December 31, 2015.
Highlights – Fourth Quarter 2015
| n | Accommodation
reservation1
room nights stayed in the fourth quarter increased 20% to 11.3 million
room nights compared to 9.4 million in the prior year period. |
| n | Gross
revenue earned from accommodation reservation (Non-GAAP)2
was RMB351 million, representing a 4% decrease in the fourth quarter of
2015 compared to the same period in 2014. Accommodation reservation revenue (GAAP)
was RMB283 million, increasing 35% year-on-year in the fourth quarter of 2015. Net
commissions earned from accommodation reservation (Non-GAAP)3
were RMB226 million, increasing 28% year-on-year in the fourth quarter of
2015. |
| |
2014 Q4 | | |
2015 Q3 | | |
2015 Q4 | | |
2014 | | |
2015 | |
| |
RMB | | |
RMB | | |
RMB | | |
RMB | | |
RMB | |
| |
(Unaudited) | | |
(Unaudited) | | |
(Unaudited) | | |
(Unaudited) | | |
(Unaudited) | |
| |
| | |
| | |
| | |
| | |
| |
Gross revenue earned from accommodation reservation (Non-GAAP) | |
| 367,264 | | |
| 404,061 | | |
| 351,492 | | |
| 1,361,483 | | |
| 1,479,472 | |
Contra-revenue of cash rebates from the coupon program in our agency accommodation business | |
| (157,204 | ) | |
| (92,194 | ) | |
| (63,418 | ) | |
| (422,696 | ) | |
| (419,958 | ) |
Portion of loss in our significantly-discounted merchant accommodation business | |
| - | | |
| (13,830 | ) | |
| (5,234 | ) | |
| - | | |
| (89,489 | ) |
Accommodation reservation revenue (GAAP) | |
| 210,060 | | |
| 298,037 | | |
| 282,840 | | |
| 938,787 | | |
| 970,025 | |
The excess of gross-up revenues over commissions for inventory risk taking
accommodation transactions | |
| (33,879 | ) | |
| (59,050 | ) | |
| (56,497 | ) | |
| (41,272 | ) | |
| (234,546 | ) |
Net commissions earned from accommodation reservation
(Non-GAAP) | |
| 176,180 | | |
| 238,987 | | |
| 226,343 | | |
| 897,515 | | |
| 735,479 | |
| n | Net
revenues for the fourth quarter increased 19% to RMB294.2 million (US$45.4 million),
compared to RMB246.2 million in the fourth quarter of 2014. |
| n | Mobile
bookings comprised more than 80% of eLong brand room nights4
in the fourth quarter, and cumulative downloads of eLong mobile apps reached
approximately 490 million. |
1
“Accommodation reservation” mainly represents the reservation of hotels,
guesthouses, apartments and other accommodation-related services. In our press releases regarding our financial results for periods
before 2015, we used “hotel reservation” when referring to this same operational matrix. We believe that “accommodation”
better describes the diversified lodging and accommodation services that we offer.
2
“Gross revenue earned from accommodation reservation (Non-GAAP)” is defined
as accommodation reservation revenue (GAAP) plus (1) cash rebates to customers from the coupon program in our agency accommodation
business that were recorded as contra revenue; and (2) the portion of the loss from significant cash-back discounts in our merchant
accommodation business that was recorded as contra revenue.
3
“Net commissions earned from accommodation reservation (Non-GAAP)” are defined as accommodation reservation
revenue (GAAP) minus the excess of gross-up revenues over our commissions for accommodation reservation transactions, where we
take inventory risk and accordingly recognize revenues on a gross basis.
4
“eLong brand room nights” excludes room nights from non-eLong brand distribution
partners and resellers.
| n | Domestic
hotel coverage network expanded 60% to over 320,000 domestic hotels as of December
31, 2015, compared to 200,000 as of December 31, 2014. |
| n | More
than 75,000 properties have contracted to use the free, cloud-based, multi-device
hotel property management systems, Yunzhanggui and Zhuzhe, produced by our investee companies. |
Highlights – Full Year 2015
| n | Accommodation
reservation room nights stayed in 2015 increased 26% to 43.2 million room
nights compared to 34.2 million in 2014. |
| n | Gross
revenue earned from accommodation reservation (Non-GAAP) reached RMB1.5 billion,
increasing 9% year-on-year in 2015 compared to 2014. Accommodation reservation revenue
(GAAP) was RMB970 million, increasing 3% year-on-year in 2015. Net commissions
earned from accommodation reservation (Non-GAAP) were RMB735 million, decreasing
18% year-on-year in 2015. |
| n | Net
revenues in 2015 decreased 5% to RMB1.0 billion (US$159.3 million), compared to RMB1.1
billion in 2014. |
“In 2015, our accommodation reservation
room nights grew 26%, setting an eLong record of 43.2 million stayed room nights. We also achieved an important milestone
with gross bookings5 surpassing RMB17 billion for the
first time in our history,” said Hao Jiang, Chief Executive Officer of eLong. “In 2016, we will continue to execute
our focused mobile accommodation strategy to increase our investment in our mobile products, technology team and mobile customer
acquisition while maintaining a balance between our top line and spending growth.”
Business Results
Total Revenues
Total revenues by
product for the fourth quarter of 2015 as compared to the same period in 2014 were as follows (in RMB million):
| |
Q4 2015 | | |
%
Total | | |
Q4 2014 | | |
%
Total | | |
Y/Y
Growth | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Accommodation reservation | |
| 282.8 | | |
| 93 | % | |
| 210.1 | | |
| 79 | % | |
| 35 | % |
Transportation ticketing | |
| 18.7 | | |
| 6 | % | |
| 33.5 | | |
| 13 | % | |
| (44 | )% |
Other | |
| 4.3 | | |
| 1 | % | |
| 21.8 | | |
| 8 | % | |
| (81 | )% |
Total revenues | |
| 305.8 | | |
| 100 | % | |
| 265.4 | | |
| 100 | % | |
| 15 | % |
Total revenues by
product for the full year 2015 as compared to 2014 were as follows (in RMB million):
| |
2015 | | |
% Total | | |
2014 | | |
% Total | | |
Y/Y Growth | |
| |
| | |
| | |
| | |
| | |
| |
Accommodation reservation | |
| 970.0 | | |
| 89 | % | |
| 938.8 | | |
| 81 | % | |
| 3 | % |
Transportation ticketing6 | |
| 89.4 | | |
| 8 | % | |
| 146.0 | | |
| 13 | % | |
| (39 | )% |
Other | |
| 29.3 | | |
| 3 | % | |
| 79.3 | | |
| 6 | % | |
| (63 | )% |
Total revenues | |
| 1,088.7 | | |
| 100 | % | |
| 1,164.1 | | |
| 100 | % | |
| (6 | )% |
5
“Gross bookings” are the total retail value of transactions recorded at
the time of stay for accommodation reservation room nights and at the time of issuance for transportation tickets. Gross bookings
include the total price due for travel excluding taxes, fees and other charges, and are generally reduced for cancellations and
refunds.
6 “Transportation
ticketing” mainly represents the reservation of air tickets, train tickets, travel insurance, and other transportation-related
services. Prior to 2015, we reported our revenues generated from the reservation of train tickets, travel insurance and other
transportation-related services in the aggregate as “Other” revenues. We also no longer report “air ticketing”
revenues separately from revenues from train tickets, travel insurance, and other transportation-related services in our consolidated
statements of comprehensive (loss)/income, which we had done prior to 2015.
Accommodation Reservation
Accommodation reservation revenue increased
35% in the fourth quarter of 2015 compared to the same period in 2014, primarily due to higher volume and higher revenue per room
night. Room nights stayed in the fourth quarter of 2015 increased 20% year-on-year to 11.3 million, and revenue per room night
increased due to the declined contra-revenue impact of our coupon program and the growth of room night transactions for which
we take inventory risk and recognize revenues on a gross basis. Accommodation reservation revenue in the fourth quarter of 2015
comprised 93% of our total revenues, compared to 79% in the prior year quarter.
Accommodation reservation revenue increased
3% for the full year 2015 compared to 2014, primarily due to higher volume, partially offset by lower revenue per room night.
Room nights stayed in 2015 increased 26% year-on-year to 43.2 million. Revenue per room night decreased in 2015 due to the lower
commission rate room nights for which we recognize revenues on a net basis and the significant discounts in our merchant accommodation
business, partially offset by the growth of room night transactions for which we take inventory risk and recognize revenues on
a gross basis. Accommodation reservation revenue in 2015 comprised 89% of total revenues, compared to 81% in the prior year.
Transportation Ticketing
Transportation tickets decreased to 1.4
million in the fourth quarter and increased to 6.4 million for the full year 2015, representing a decrease of 10% and an increase
of 48%, respectively, compared to the fourth quarter of 2014 and the full year 2014, respectively, primarily due to the decline
of air tickets and the growth of train tickets. Transportation ticketing revenue decreased 44% in the fourth quarter and 39% in
2015, primarily due to a decrease in air commission revenue per ticket. The decline in air commission revenue per ticket was primarily
due to the lowering by major Chinese airlines of the base air commission rate from 2% to 1% in February 2015 and then to 0% in
June 2015. Transportation ticketing revenue decreased to 6% of our total revenues in the fourth quarter and 8% for the full year
2015 from 13% and 13%, respectively, in the fourth quarter of 2014 and the full year 2014.
Other
Other revenues are primarily derived from
advertising business. Other revenue decreased by 81% year-on-year in the fourth quarter of 2015 and decreased by 63% year-on-year
in the full year 2015, mainly driven by decreased advertising revenue as a result of our disposition of Nanjing Xici Information
Technology Share Co., Ltd. (“Nanjing Xici”) in the first quarter of 2015. Other revenues decreased to 1% of total
revenues in the fourth quarter and 3% for the full year 2015 from 8% and 6%, respectively, in the fourth quarter of 2014 and the
full year 2014.
Gross Margin
Gross margin in the fourth quarter of
2015 increased to 52% from 50% in the prior year quarter. The growth in gross margin in the fourth quarter of 2015 was primarily
due to higher accommodation reservation revenue per room night.
Gross margin for the full year 2015 decreased
to 45%, compared to 68% in 2014. The decline in gross margin in the full year 2015 was primarily due to lower revenue per room
night and the growth of room night transactions for which we take inventory risk and recognize revenue on a gross basis.
Operating Expenses
Operating expenses for the fourth quarter
of 2015 as compared to the same period in 2014 were as follows (in RMB million):
| |
Q4 2015 | | |
% of Net
Revenue | | |
Q4 2014 | | |
% of Net
Revenue | | |
Y/Y
Growth | |
Service development | |
| 111.1 | | |
| 38 | % | |
| 83.9 | | |
| 34 | % | |
| 32 | % |
Sales and marketing | |
| 292.1 | | |
| 99 | % | |
| 180.4 | | |
| 73 | % | |
| 62 | % |
General and administrative | |
| 86.6 | | |
| 29 | % | |
| 40.3 | | |
| 16 | % | |
| 115 | % |
Amortization of intangible assets | |
| 5.3 | | |
| 2 | % | |
| 4.0 | | |
| 2 | % | |
| 32 | % |
Impairment of goodwill and other intangible assets | |
| 40.4 | | |
| 14 | % | |
| 5.5 | | |
| 2 | % | |
| 635 | % |
Total operating expenses | |
| 535.5 | | |
| 182 | % | |
| 314.1 | | |
| 127 | % | |
| 70 | % |
Operating expenses for the full year 2015
as compared to 2014 were as follows (in RMB million):
| |
2015 | | |
% of Net
Revenue | | |
2014 | | |
% of Net
Revenue | | |
Y/Y
Growth | |
Service development | |
| 432.5 | | |
| 42 | % | |
| 275.2 | | |
| 25 | % | |
| 57 | % |
Sales and marketing | |
| 848.4 | | |
| 82 | % | |
| 644.4 | | |
| 59 | % | |
| 32 | % |
General and administrative | |
| 315.5 | | |
| 31 | % | |
| 147.7 | | |
| 14 | % | |
| 114 | % |
Amortization of intangible assets | |
| 21.2 | | |
| 2 | % | |
| 8.7 | | |
| 1 | % | |
| 145 | % |
Impairment of goodwill and other intangible assets | |
| 40.4 | | |
| 4 | % | |
| 5.5 | | |
| 1 | % | |
| 635 | % |
Total operating expenses | |
| 1,658.0 | | |
| 161 | % | |
| 1,081.5 | | |
| 100 | % | |
| 53 | % |
Total operating expenses increased by
70% in the fourth quarter of 2015, compared to the prior year quarter. Operating expenses were 182% of net revenue in the fourth
quarter of 2015, compared to 127% in the prior year quarter. Operating loss was RMB381.3 million in the fourth quarter of 2015,
compared to operating loss of RMB191.4 million in the prior year quarter.
Total operating expenses increased 53%
for the full year 2015 compared to 2014. Total operating expenses increased to 161% of net revenues in 2015 from 100% in 2014.
Operating loss was RMB1.2 billion compared to operating loss of RMB315.9 million in the prior year.
Service development expenses are expenses
related to technology and our product offerings, including our mobile applications and websites, as well as our supplier relations
function. In the fourth quarter of 2015 and the full year 2015, service development expenses increased by 32% and 57%, respectively,
compared to the fourth quarter of 2014 and the full year 2014, primarily due to increased headcount and higher share-based compensation
charges. Service development expenses increased to 38% and 42%, respectively, of net revenues in the fourth quarter of 2015 and
the full year 2015, compared to 34% and 25%, respectively, in the fourth quarter of 2014 and the full year 2014.
Sales and marketing expenses increased
62% for the fourth quarter of 2015 over the prior year quarter, and increased 32% for the full year 2015 over 2014, primarily
driven by increased costs for new mobile customer acquisition, partially offset by decreased media and online marketing expenses.
Sales and marketing expenses increased to 99% and 82%, respectively, of net revenues in the fourth quarter of 2015 and the full
year 2015, from 73% and 59%, respectively, in the fourth quarter of 2014 and the full year 2014.
General and administrative expenses increased
115% for the fourth quarter of 2015 and increased 114% for the full year 2015, respectively, compared to the fourth quarter of
2014 and the full year 2014, primarily driven by higher share-based compensation charges. General and administrative expenses
increased to 29% and 31%, respectively, of net revenues in the fourth quarter of 2015 and the full year 2015, from 16% and 14%,
respectively, in the fourth quarter of 2014 and the full year 2014.
Other income
was RMB11.5 million in the fourth quarter of 2015, compared to other expense of RMB1.5 million in the same prior year period.
Other income was RMB140.7 million in the full year 2015, compared to other income of RMB57.8 million in 2014, primarily
due to a gain of RMB71.8 million from our disposition of Nanjing Xici in the first quarter of 2015.
Income tax benefit for the fourth quarter
of 2015 was RMB6.1 million, compared to income tax expense of RMB16.5 million during the prior year quarter. Income tax expense
for the full year 2015 was RMB12.9 million, compared to income tax expense of RMB13.1 million in 2014.
Net loss for the fourth quarter of 2015
was RMB330.4 million, compared to net loss of RMB206.7 million during the prior year quarter. Net loss for the full year 2015
was RMB1.0 billion, compared to net loss of RMB268.9 million in 2014.
Basic net loss per ADS and diluted net
loss per ADS for the fourth quarter of 2015 were each RMB8.86 (US$1.36), compared to both basic net loss per ADS and diluted net
loss per ADS of RMB5.78 (US$0.94) in the prior year quarter. Net loss per ADS and diluted net loss per ADS for the full year 2015
were each RMB27.94 (US$4.32), compared to net loss per ADS and diluted net loss per ADS of RMB7.58 (US$1.22) for 2014.
As of December 31, 2015, eLong held cash
and cash equivalents, short-term investments and restricted cash of RMB1.1 billion (US$170 million), of which 82% was held in
Renminbi and 18% was held in US dollars.
Recent Developments
On February 4, 2016, eLong announced that
it had entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) with China E-dragon Holdings
Limited (“Parent”) and China E-dragon Mergersub Limited, a wholly owned subsidiary of Parent, pursuant to which Parent
will acquire eLong. At the closing of the transaction, Parent will be owned by a consortium of certain of eLong’s existing
shareholders, including C-Travel International Limited (which is a wholly-owned subsidiary of Ctrip.com International, Ltd.),
TCH Sapphire Limited (which is a wholly-owned subsidiary of Tencent Holdings Limited), Ocean Imagination L.P. and Luxuriant Holdings
Limited, along with Seagull Limited and certain management members of eLong (the “Buyer Group”).
Under the terms of the Merger Agreement,
eLong shareholders other than those in the Buyer Group will receive US$9.0 in cash for each ordinary share of eLong (a “Share”)
that they hold or US$18.0 in cash for each American Depositary Share, each representing two Shares (an “ADS”), that
they hold. The price represents a premium of approximately 24% over the closing price of eLong’s ADSs on July 31, 2015,
the last trading day prior to August 3, 2015, the date that eLong announced that it had received a “going-private”
proposal from TCH Sapphire Limited, and a premium of approximately 5% over the closing price of eLong’s ADSs on February 3,
2016, the trading day immediately before the Merger Agreement was signed.
The closing of the transactions contemplated
by the Merger Agreement is subject to a number of customary conditions, including a vote of shareholders representing at least
two-thirds of the voting power of the Shares present and voting in person or by proxy as a single class at an extraordinary general
meeting of eLong’s shareholders. The transaction is expected to close before the end of the second quarter of eLong’s
fiscal year 2016. If completed, the transaction will result in eLong becoming a privately-held company and its ADSs will no longer
be listed on the NASDAQ Global Select Market.
Safe Harbor Statement
Statements in this press release concerning
eLong’s future business, operating results and financial condition are “forward-looking” statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended,
and as defined in the Private Securities Litigation Reform Act of 1995. Words such as “anticipate,” “believe,”
“estimate,” “expect,” “forecast,” “intend,” “may,” “plan,”
“project,” “predict,” “future,” “is/are likely to,” “should” and “will”
and similar expressions as they relate to eLong are intended to identify such forward-looking statements, but are not the exclusive
means of doing so. These forward-looking statements are based upon management’s current views and expectations with respect
to future events and are not a guarantee of future performance. Forward-looking statements include, but are not limited to, statements
about our anticipated growth strategies, our future business development, results of operations and financial condition, our ability
to control costs, limit losses and/or return to profitability, our ability to attract customers and leverage our brand, and trends
and competition in the travel industry in China and globally. Furthermore, these statements are, by their nature, subject to a
number of risks and uncertainties that could cause our actual performance and results to differ materially from those discussed
in the forward-looking statements. Factors that could affect our actual results and cause our actual results to differ materially
from those referred to in any forward-looking statement include, but are not limited to, declines or disruptions in the travel
industry, international financial, political or economic crises, a slowdown in the PRC economy, an outbreak of bird flu or other
disease, eLong’s reliance on maintaining good relationships with, and stable air and hotel inventory from, hotel suppliers
and airline ticket suppliers, and on establishing new relationships with suppliers on similar terms, our reliance on the TravelSky
GDS system for our air business, Baidu and Qihoo for our search engine marketing, our reliance on maintaining commercial cooperation
with online hotel inventory distribution partners, the risk that eLong will not be able to increase its brand recognition, the
possibility that eLong will be unable to continue timely compliance with the Sarbanes-Oxley Act or other regulatory requirements,
the risk that eLong will not be successful in competing against new and existing competitors, the risk that our infrastructure
and technology are damaged, fail or become obsolete, risks associated with Ctrip’s large ownership interest in eLong, risks
relating to eLong’s investments in, and acquisitions of, other businesses and assets, fluctuations in the value of the Renminbi,
inflation in China, changes in eLong’s management team and other personnel, risks relating to uncertainties in the PRC legal
system, including but not limited to, risks relating to our affiliated Chinese operating entities, risks and uncertainties relating
to litigation and arbitration in China, risks relating to the application of preferential tax policies, and the risk that eLong
will continue to incur losses.
Factors that could affect our actual results
and cause our actual results to differ materially from those referred to in any forward-looking statement also include, but are
not limited to, (a) the occurrence of any event, change or other circumstances that could give rise to the termination of the
Merger Agreement, (b) the inability to complete the proposed merger due to the failure to obtain shareholder approval for the
proposed merger or the failure to satisfy other conditions to completion of the proposed merger, (c) the failure to obtain any
necessary financing arrangements set forth in the equity commitment letters delivered pursuant to the Merger Agreement, (d) risks
related to disruption of management’s attention from eLong’s ongoing business operations due to the transaction, and
(e) the effect of the announcement of the proposed merger on eLong’s relationship with its customers, operating results
and business generally.
Additional factors that may cause results
to differ materially from those described in the forward-looking statements are set forth under the heading “Part I - Item
3 - Risk Factors,” in eLong’s Annual Report on Form 20-F for the fiscal year ended December 31, 2014, which was filed
with the SEC on March 13, 2015, and in subsequent reports on Form 6-K furnished to the SEC by the Company.
In addition, the forward-looking statements
included in this announcement represent our views as of the date hereof. We anticipate that subsequent events and developments
will cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future,
we specifically disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing our
views as of any date subsequent to the date hereof.
About eLong, Inc.
eLong, Inc. (Nasdaq:
LONG) is a leader in mobile and online accomodations reservations in China.
eLong technology enables travelers to book hotels, guesthouses, apartments and other accommodations, as well as air and train
tickets, through convenient mobile and tablet applications, websites (www.eLong.com), 24 hour customer service, and easy
to use tools such as destination guides, maps and user reviews.
Contact:
eLong, Inc.
Investor Relations
ir@corp.elong.com
+86-10-6436-7570
eLong, Inc.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(IN THOUSANDS EXCEPT PER SHARE AND PER ADS AMOUNTS)
| |
Three
Months Ended | | |
Year
Ended | |
| |
Dec.
31,
2014 | | |
Sep.
30,
2015 | | |
Dec.
31,
2015 | | |
Dec.
31,
2015 | | |
Dec.
31,
2014 | | |
Dec.
31,
2015 | | |
Dec.
31,
2015 | |
| |
RMB | | |
RMB | | |
RMB | | |
USD(1) | | |
RMB | | |
RMB | | |
USD(1) | |
| |
(Unaudited) | | |
(Unaudited) | | |
(Unaudited) | | |
(Unaudited) | | |
(Audited) | | |
(Unaudited) | | |
(Unaudited) | |
Revenues: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Accommodation reservation* | |
| 210,060 | | |
| 298,037 | | |
| 282,840 | | |
| 43,663 | | |
| 938,787 | | |
| 970,025 | | |
| 149,746 | |
Transportation ticketing** | |
| 33,541 | | |
| 20,956 | | |
| 18,704 | | |
| 2,887 | | |
| 146,029 | | |
| 89,373 | | |
| 13,797 | |
Other | |
| 21,816 | | |
| 3,997 | | |
| 4,251 | | |
| 657 | | |
| 79,259 | | |
| 29,335 | | |
| 4,528 | |
Total revenues | |
| 265,417 | | |
| 322,990 | | |
| 305,795 | | |
| 47,207 | | |
| 1,164,075 | | |
| 1,088,733 | | |
| 168,071 | |
Business tax, VAT and surcharges | |
| (19,242 | ) | |
| (15,775 | ) | |
| (11,627 | ) | |
| (1,795 | ) | |
| (77,922 | ) | |
| (56,896 | ) | |
| (8,783 | ) |
Net revenues | |
| 246,175 | | |
| 307,215 | | |
| 294,168 | | |
| 45,412 | | |
| 1,086,153 | | |
| 1,031,837 | | |
| 159,288 | |
Cost of services | |
| (123,423 | ) | |
| (140,517 | ) | |
| (139,973 | ) | |
| (21,608 | ) | |
| (350,578 | ) | |
| (565,475 | ) | |
| (87,294 | ) |
Gross profit | |
| 122,752 | | |
| 166,698 | | |
| 154,195 | | |
| 23,804 | | |
| 735,575 | | |
| 466,362 | | |
| 71,994 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Operating expenses: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Service development | |
| (83,986 | ) | |
| (93,163 | ) | |
| (111,109 | ) | |
| (17,152 | ) | |
| (275,203 | ) | |
| (432,450 | ) | |
| (66,759 | ) |
Sales and marketing | |
| (180,371 | ) | |
| (224,015 | ) | |
| (292,092 | ) | |
| (45,091 | ) | |
| (644,403 | ) | |
| (848,420 | ) | |
| (130,973 | ) |
General and administrative | |
| (40,278 | ) | |
| (25,082 | ) | |
| (86,611 | ) | |
| (13,370 | ) | |
| (147,698 | ) | |
| (315,505 | ) | |
| (48,706 | ) |
Amortization of intangible assets | |
| (4,002 | ) | |
| (5,296 | ) | |
| (5,291 | ) | |
| (817 | ) | |
| (8,670 | ) | |
| (21,225 | ) | |
| (3,277 | ) |
Impairment of goodwill and intangible
assets | |
| (5,496 | ) | |
| - | | |
| (40,402 | ) | |
| (6,238 | ) | |
| (5,496 | ) | |
| (40,402 | ) | |
| (6,237 | ) |
Total operating expenses | |
| (314,133 | ) | |
| (347,556 | ) | |
| (535,505 | ) | |
| (82,668 | ) | |
| (1,081,470 | ) | |
| (1,658,002 | ) | |
| (255,952 | ) |
Other operating income | |
| - | | |
| - | | |
| - | | |
| - | | |
| 30,000 | | |
| - | | |
| - | |
Loss from operations | |
| (191,381 | ) | |
| (180,858 | ) | |
| (381,310 | ) | |
| (58,864 | ) | |
| (315,895 | ) | |
| (1,191,640 | ) | |
| (183,958 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Other income/(expense): | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Interest income | |
| 14,932 | | |
| 8,823 | | |
| 6,747 | | |
| 1,042 | | |
| 61,334 | | |
| 41,130 | | |
| 6,349 | |
Government subsidy | |
| 2,074 | | |
| 8,544 | | |
| 1,648 | | |
| 254 | | |
| 16,353 | | |
| 20,955 | | |
| 3,235 | |
Foreign exchange gains/( losses) | |
| (812 | ) | |
| 2,515 | | |
| 2,778 | | |
| 429 | | |
| (4,079 | ) | |
| 2,941 | | |
| 454 | |
Net loss on equity method investments | |
| (18,035 | ) | |
| - | | |
| (459 | ) | |
| (71 | ) | |
| (18,035 | ) | |
| (459 | ) | |
| (71 | ) |
Gain/(loss) from disposition
of subsidiary | |
| - | | |
| - | | |
| (680 | ) | |
| (105 | ) | |
| - | | |
| 71,082 | | |
| 10,973 | |
Other | |
| 299 | | |
| 3,024 | | |
| 1,454 | | |
| 224 | | |
| 2,219 | | |
| 5,071 | | |
| 782 | |
Total other income/(expense) | |
| (1,542 | ) | |
| 22,906 | | |
| 11,488 | | |
| 1,773 | | |
| 57,792 | | |
| 140,720 | | |
| 21,722 | |
Loss before income tax (expense)/benefit | |
| (192,923 | ) | |
| (157,952 | ) | |
| (369,822 | ) | |
| (57,091 | ) | |
| (258,103 | ) | |
| (1,050,920 | ) | |
| (162,234 | ) |
Income tax (expense)/benefit | |
| (16,537 | ) | |
| (884 | ) | |
| 6,063 | | |
| 936 | | |
| (13,094 | ) | |
| (12,913 | ) | |
| (1,993 | ) |
Share of net loss in non-consolidated
affiliates | |
| (362 | ) | |
| (2,069 | ) | |
| (2,350 | ) | |
| (363 | ) | |
| (3,426 | ) | |
| (6,714 | ) | |
| (1,037 | ) |
Net loss | |
| (209,822 | ) | |
| (160,905 | ) | |
| (366,109 | ) | |
| (56,518 | ) | |
| (274,623 | ) | |
| (1,070,547 | ) | |
| (165,264 | ) |
Net loss attributable to noncontrolling
interests | |
| 3,091 | | |
| 4,595 | | |
| 35,691 | | |
| 5,510 | | |
| 5,680 | | |
| 46,753 | | |
| 7,217 | |
Net
loss attributable to eLong, Inc. | |
| (206,731 | ) | |
| (156,310 | ) | |
| (330,418 | ) | |
| (51,008 | ) | |
| (268,943 | ) | |
| (1,023,794 | ) | |
| (158,047 | ) |
Other comprehensive income | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | |
Total comprehensive loss | |
| (206,731 | ) | |
| (156,310 | ) | |
| (330,418 | ) | |
| (51,008 | ) | |
| (268,943 | ) | |
| (1,023,794 | ) | |
| (158,047 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Basic net loss per share | |
| (2.89 | ) | |
| (2.11 | ) | |
| (4.43 | ) | |
| (0.68 | ) | |
| (3.79 | ) | |
| (13.97 | ) | |
| (2.16 | ) |
Diluted net loss per share | |
| (2.89 | ) | |
| (2.11 | ) | |
| (4.43 | ) | |
| (0.68 | ) | |
| (3.79 | ) | |
| (13.97 | ) | |
| (2.16 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Basic net loss per ADS(2)(3) | |
| (5.78 | ) | |
| (4.22 | ) | |
| (8.86 | ) | |
| (1.36 | ) | |
| (7.58 | ) | |
| (27.94 | ) | |
| (4.32 | ) |
Diluted net loss per ADS(2)(3) | |
| (5.78 | ) | |
| (4.22 | ) | |
| (8.86 | ) | |
| (1.36 | ) | |
| (7.58 | ) | |
| (27.94 | ) | |
| (4.32 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Shares used in computing net loss per share: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Basic | |
| 71,573 | | |
| 74,063 | | |
| 74,529 | | |
| 74,529 | | |
| 70,918 | | |
| 73,300 | | |
| 73,300 | |
Diluted | |
| 71,573 | | |
| 74,063 | | |
| 74,529 | | |
| 74,529 | | |
| 70,918 | | |
| 73,300 | | |
| 73,300 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Share-based compensation charges included in: | |
| 5,307 | | |
| (1,730 | ) | |
| 79,164 | | |
| 12,221 | | |
| 97,675 | | |
| 287,543 | | |
| 44,389 | |
Cost of services | |
| 345 | | |
| (1,867 | ) | |
| 1,299 | | |
| 201 | | |
| 3,089 | | |
| 5,912 | | |
| 913 | |
Service development | |
| 2,898 | | |
| 159 | | |
| 10,795 | | |
| 1,666 | | |
| 25,941 | | |
| 54,684 | | |
| 8,442 | |
Sales and marketing | |
| 725 | | |
| (1,746 | ) | |
| 1,264 | | |
| 195 | | |
| 5,422 | | |
| 4,227 | | |
| 652 | |
General and administrative | |
| 1,339 | | |
| 1,724 | | |
| 65,806 | | |
| 10,159 | | |
| 63,223 | | |
| 222,720 | | |
| 34,382 | |
* Accommodation reservation revenues mainly represent revenues
from the reservation of hotels, guesthouses, apartments and other accommodation-related services.
** Transportation ticketing revenues mainly represent revenues
from the reservation of air tickets, train tickets, travel insurance, and other transportation-related services.
Note 1: The conversion of Renminbi (RMB) into United States
dollars (USD) is based on the noon buying rate of USD1.00=RMB6.4778 on December 31, 2015 in the City of New York for cable transfers
of Renminbi as certified for customs purposes by the Federal Reserve. No representation is made that the RMB amounts could have
been, or could be, converted or settled into USD at the rates stated herein on the reporting dates, at any other rates or at all.
Note 2: 1 ADS = 2 shares.
Note 3: Non-GAAP financial measures
Note 4: Certain items in prior periods’ consolidated
statements of comprehensive loss have been reclassified to conform to the current period’s presentation in order to facilitate
comparison.
eLong, Inc.
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
| |
Dec. 31, 2014 | | |
Dec. 31, 2015 | | |
Dec. 31, 2015 | |
| |
RMB | | |
RMB | | |
USD | |
| |
(Audited) | | |
(Unaudited) | | |
(Unaudited) | |
ASSETS | |
| | | |
| | | |
| | |
Current assets: | |
| | | |
| | | |
| | |
Cash and cash equivalents | |
| 504,890 | | |
| 711,260 | | |
| 109,800 | |
Short-term investments | |
| 1,306,634 | | |
| 244,507 | | |
| 37,745 | |
Restricted cash | |
| 123,937 | | |
| 146,480 | | |
| 22,613 | |
Accounts receivable, net | |
| 295,632 | | |
| 235,562 | | |
| 36,364 | |
Amounts due from related parties | |
| 52,021 | | |
| 216,334 | | |
| 33,396 | |
Prepaid expenses | |
| 55,417 | | |
| 31,703 | | |
| 4,894 | |
Deferred tax assets, current | |
| 304 | | |
| - | | |
| - | |
Advance to suppliers | |
| 75,285 | | |
| 117,413 | | |
| 18,125 | |
Other current assets | |
| 104,923 | | |
| 90,496 | | |
| 13,971 | |
Total current assets | |
| 2,519,043 | | |
| 1,793,755 | | |
| 276,908 | |
Property and equipment, net | |
| 112,356 | | |
| 98,800 | | |
| 15,252 | |
Investment in non-consolidated affiliates | |
| 96,942 | | |
| 90,044 | | |
| 13,900 | |
Goodwill | |
| 181,322 | | |
| 184,242 | | |
| 28,442 | |
Intangible assets, net | |
| 84,749 | | |
| 24,904 | | |
| 3,845 | |
Deferred tax assets, non-current | |
| 516 | | |
| - | | |
| - | |
Other non-current assets | |
| 51,123 | | |
| 48,149 | | |
| 7,433 | |
Total non-current assets | |
| 527,008 | | |
| 446,139 | | |
| 68,872 | |
Total assets | |
| 3,046,051 | | |
| 2,239,894 | | |
| 345,780 | |
| |
| | | |
| | | |
| | |
| |
| | | |
| | | |
| | |
LIABILITIES AND SHAREHOLDERS’ EQUITY | |
| | | |
| | | |
| | |
Current liabilities: | |
| | | |
| | | |
| | |
Accounts payable | |
| 442,489 | | |
| 623,316 | | |
| 96,223 | |
Income taxes payable | |
| 13 | | |
| 3,181 | | |
| 491 | |
Amounts due to related parties | |
| 127,910 | | |
| 36,508 | | |
| 5,637 | |
Deferred revenue | |
| 47,544 | | |
| 69,647 | | |
| 10,752 | |
Advances and deposits from customers | |
| 121,934 | | |
| 107,491 | | |
| 16,594 | |
eCoupon program virtual cash liability | |
| 135,648 | | |
| 147,712 | | |
| 22,803 | |
Accrued expenses and other current liabilities | |
| 292,310 | | |
| 227,575 | | |
| 35,131 | |
Total current liabilities | |
| 1,167,848 | | |
| 1,215,430 | | |
| 187,631 | |
Deferred tax liabilities, non-current | |
| 21,187 | | |
| 14,060 | | |
| 2,170 | |
Other liabilities | |
| 44 | | |
| 2,950 | | |
| 455 | |
Total non-current liabilities | |
| 21,231 | | |
| 17,010 | | |
| 2,625 | |
Total liabilities | |
| 1,189,079 | | |
| 1,232,440 | | |
| 190,256 | |
| |
| | | |
| | | |
| | |
Shareholders’ equity | |
| | | |
| | | |
| | |
Ordinary shares | |
| 2,908 | | |
| 3,017 | | |
| 466 | |
High-vote ordinary shares | |
| 2,691 | | |
| 2,691 | | |
| 415 | |
Additional paid-in capital | |
| 2,397,868 | | |
| 2,628,761 | | |
| 405,811 | |
Statutory reserves | |
| 3,665 | | |
| 3,593 | | |
| 555 | |
Accumulated deficit | |
| (626,810 | ) | |
| (1,658,118 | ) | |
| (255,970 | ) |
Total eLong Inc. shareholders’ equity | |
| 1,780,322 | | |
| 979,944 | | |
| 151,277 | |
Noncontrolling interest | |
| 76,650 | | |
| 27,510 | | |
| 4,247 | |
Total shareholders’ equity | |
| 1,856,972 | | |
| 1,007,454 | | |
| 155,524 | |
Total liabilities and shareholders’
equity | |
| 3,046,051 | | |
| 2,239,894 | | |
| 345,780 | |
Non-GAAP Financial Measures
To supplement the financial measures calculated
in accordance with generally accepted accounting principles in the United States, or GAAP, this press release includes certain
non-GAAP financial measures including basic net (loss)/income per ADS, diluted net (loss)/income per ADS, Adjusted Earnings Before
Interests, Taxes, Depreciation and Amortization (“Adjusted EBITDA”), Gross revenue earned from accommodation reservation
and Net commissions earned from accommodation reservation. We believe these non-GAAP financial measures may help investors understand
eLong’s current financial performance and compare business trends among different reporting periods. These non-GAAP financial
measures should be considered in addition to financial measures presented in accordance with GAAP, but should not be considered
as a substitute for, or superior to, financial measures presented in accordance with GAAP. We seek to compensate for the limitations
of the non-GAAP measures presented by also providing the comparable GAAP measures, GAAP financial statements, and descriptions
of the reconciling items and adjustments, to derive the non-GAAP measures.
Adjusted EBITDA is defined
as net (loss)/income plus (1) interest expense (income); (2) income tax expense (benefit); (3) depreciation; (4) amortization
of intangible assets; (5) share-based compensation charges; (6) foreign exchange losses (gains); (7) acquisition-related impacts,
including (i) goodwill and intangible asset impairment, and (ii) losses (gains) recognized on non-controlling investment basis
adjustments when we acquire controlling interests; (8) losses (gains) from disposition of subsidiary; and (9) certain other items,
including restructuring charges, impairment loss and disposition gains on equity method investments and equity in net loss/(income)
of affiliates. We believe Adjusted EBITDA is a useful financial metric to assess our operating and financial performance before
the impact of investing and financing transactions, if any, and income tax expense (benefit). Since share-based compensation charges
are non-cash expenses, we believe excluding them from our calculation of Adjusted EBITDA allows us to provide investors with a
more useful tool for assessing our operating and financial performance. In addition, we believe that Adjusted EBITDA is used by
other companies and may be used by investors as a measure of our financial performance. The presentation of Adjusted EBITDA should
not be construed as an indication that eLong’s future results will be unaffected by other charges and gains we consider
to be outside the ordinary course of our business. The use of Adjusted EBITDA has certain limitations. Amortization and depreciation
expenses for various non-current assets, share-based compensation charges, other income/(expenses), and income tax expense (benefit)
have been and will be incurred and are not reflected in the presentation of Adjusted EBITDA. Each of these items should also be
considered in the overall evaluation of our results. Additionally, Adjusted EBITDA does not consider capital expenditures and
other investing activities and should not be considered as a measure of eLong’s liquidity. We seek to compensate for these
limitations by providing the relevant disclosure of our amortization and depreciation expenses, and share-based compensation charges
in the reconciliations to the GAAP financial measure. The term Adjusted EBITDA is not defined under GAAP, and Adjusted EBITDA
is not a measure of net (loss)/income, (loss)/income from operations, operating performance or liquidity presented in accordance
with GAAP. In addition, eLong’s Adjusted EBITDA may not be comparable to Adjusted EBITDA or similarly titled measures utilized
by other companies since such other companies may not calculate Adjusted EBITDA in the same manner as we do.
Adjusted EBITDA should be considered in
addition to results prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP measures.
We present a reconciliation of this non-GAAP financial measure to GAAP below.
eLong, Inc.
TABULAR RECONCILIATION FOR NON-GAAP MEASURE
Adjusted EBITDA
(IN THOUSANDS)
| |
2014 Q4 | | |
2015 Q3 | | |
2015 Q4 | | |
2014 | | |
2015 | |
| |
RMB | | |
RMB | | |
RMB | | |
RMB | | |
RMB | |
| |
(Unaudited) | | |
(Unaudited) | | |
(Unaudited) | | |
(Unaudited) | | |
(Unaudited) | |
| |
| | |
| | |
| | |
| | |
| |
Net loss attributable to eLong, Inc. | |
| (206,731 | ) | |
| (156,310 | ) | |
| (330,418 | ) | |
| (268,943 | ) | |
| (1,023,794 | ) |
Net loss attributable to noncontrolling interests | |
| (3,091 | ) | |
| (4,595 | ) | |
| (35,691 | ) | |
| (5,680 | ) | |
| (46,753 | ) |
Interest income | |
| (14,932 | ) | |
| (8,823 | ) | |
| (6,747 | ) | |
| (61,334 | ) | |
| (41,130 | ) |
Government subsidy | |
| (2,074 | ) | |
| (8,544 | ) | |
| (1,648 | ) | |
| (16,353 | ) | |
| (20,956 | ) |
Income tax (benefit)/expense | |
| 16,537 | | |
| 884 | | |
| (6,063 | ) | |
| 13,094 | | |
| 12,913 | |
Depreciation | |
| 11,500 | | |
| 13,267 | | |
| 12,721 | | |
| 41,352 | | |
| 51,943 | |
Amortization of intangible assets | |
| 4,002 | | |
| 5,296 | | |
| 5,291 | | |
| 8,670 | | |
| 21,225 | |
Share-based compensation charges/ (reversal of charges) | |
| 5,307 | | |
| (1,730 | ) | |
| 79,164 | | |
| 97,675 | | |
| 287,543 | |
Impairment of goodwill and intangible assets | |
| 5,496 | | |
| - | | |
| 40,402 | | |
| 5,496 | | |
| 40,402 | |
Foreign exchange (gains)/losses | |
| 812 | | |
| (2,515 | ) | |
| (2,778 | ) | |
| 4,079 | | |
| (2,941 | ) |
Restructuring charges | |
| - | | |
| - | | |
| 203 | | |
| - | | |
| 3,759 | |
Net loss on equity method investments | |
| 18,035 | | |
| - | | |
| 459 | | |
| 18,035 | | |
| 459 | |
Gain/(loss) from disposition of subsidiary | |
| - | | |
| - | | |
| 680 | | |
| - | | |
| (71,082 | ) |
Other | |
| 63 | | |
| (955 | ) | |
| 895 | | |
| 1,305 | | |
| 1,643 | |
Adjusted EBITDA | |
| (165,076 | ) | |
| (164,025 | ) | |
| (243,530 | ) | |
| (162,604 | ) | |
| (786,769 | ) |
Gross revenue earned from accommodation
reservation is defined as accommodation reservation revenue plus (1) cash rebates to customers from the coupon program
in our agency accommodation business that were recorded as contra revenue; and (2) the portion of the loss from significant cash-back
discounts in our merchant accommodation business that was recorded as contra revenue. We believe gross revenue earned from accommodation
reservation is a useful operating and financial metric to assess our performance before the impact of our promotion activities,
including the coupon program and cash-back discounts.
Net commissions earned from accommodation
reservation are defined as accommodation reservation revenue minus the excess of gross-up revenues over our commissions
for accommodation reservation transactions, where we take inventory risk and accordingly recognize revenues on a gross basis.
We believe net commissions earned from accommodation reservation are a useful operating and financial metric to assess our performance
excluding the excess of revenues recognized on a gross basis over commissions earned from accommodation reservation, which allows
us to provide investors more information as to the financial impact of our room night transactions for which we take inventory
risk.
The presentation of gross revenue earned
from accommodation reservation and net commissions earned from accommodation reservation should not be construed as an indication
that eLong’s future results will be unaffected by other activities we consider to be outside the ordinary course of our
business. The use of gross revenue earned from accommodation reservation and net commissions earned from accommodation reservation
has certain limitations. The two terms are not defined under GAAP, and are not measures of revenues in accordance with GAAP.
Gross revenue earned from accommodation
reservation and net commissions earned from accommodation reservation should be considered in addition to results prepared in
accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP measures. We present a reconciliation
of these two non-GAAP financial measures to GAAP below.
eLong, Inc.
TABULAR RECONCILIATION FOR NON-GAAP MEASURE
Accommodation Reservation Revenue, Gross
Revenue and Net Commissions Earned From Accommodation Reservation
(IN THOUSANDS)
| |
2014 Q4 | | |
2015 Q3 | | |
2015 Q4 | | |
2014 | | |
2015 | |
| |
RMB | | |
RMB | | |
RMB | | |
RMB | | |
RMB | |
| |
(Unaudited) | | |
(Unaudited) | | |
(Unaudited) | | |
(Unaudited) | | |
(Unaudited) | |
| |
| | |
| | |
| | |
| | |
| |
Gross revenue earned from accommodation reservation (Non-GAAP) | |
| 367,264 | | |
| 404,061 | | |
| 351,492 | | |
| 1,361,483 | | |
| 1,479,472 | |
Cash rebates from the coupon program in our agency accommodation business | |
| (157,204 | ) | |
| (92,194 | ) | |
| (63,418 | ) | |
| (422,696 | ) | |
| (419,958 | ) |
Portion of loss in our significantly-discounted merchant accommodation business | |
| - | | |
| (13,830 | ) | |
| (5,234 | ) | |
| - | | |
| (89,489 | ) |
Accommodation reservation revenue (GAAP) | |
| 210,059 | | |
| 298,037 | | |
| 282,840 | | |
| 938,787 | | |
| 970,025 | |
The excess of gross-up revenues over commissions for inventory risk taking
accommodation transactions | |
| (33,879 | ) | |
| (59,050 | ) | |
| (56,497 | ) | |
| (41,272 | ) | |
| (234,546 | ) |
Net commissions earned from accommodation reservation
(Non-GAAP) | |
| 176,180 | | |
| 238,987 | | |
| 226,343 | | |
| 897,515 | | |
| 735,479 | |
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